CervoMed Inc 10-Q for FY2024 Q2

CervoMed Inc. (CRVO)

10-Q 2024-08-09 For: 2024-06-30

Added on April 12, 2026

About this 10-Q

CervoMed Inc filed this 10-Q on August 9, 2024, covering the quarter ended June 30, 2024 (FY2024 Q2).

Headline figures

Quarter ended June 30, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $3.29M; up 91.2% from $1.72M a year earlier
Net loss: $2.32M; compared with a net loss of $1.43M a year earlier

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Delaware	30-0645032
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

20 Park Plaza, Suite 424
Boston, Massachusetts	02116
(Address of principal executive offices)	(Zip Code)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	CRVO	NASDAQ Capital Market

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
	Emerging growth company ☐

		Page No.
Part I	PART I – FINANCIAL INFORMATION	1

Item 1:	ITEM 1. FINANCIAL STATEMENTS	1

Item 2:	ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	20

Item 3:	ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	30

Item 4:	ITEM 4. CONTROLS AND PROCEDURES	30

Part II	PART II – OTHER INFORMATION	32

Item 1:	ITEM 1. LEGAL PROCEEDINGS	32

Item 1A:	ITEM 1A. RISK FACTORS	32

Item 2:	ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	32

Item 3:	ITEM 3. DEFAULTS UPON SENIOR SECURITIES	32

Item 4:	ITEM 4. MINE SAFETY DISCLOSURES	33

Item 5:	ITEM 5. OTHER INFORMATION	33

Item 6:	ITEM 6. EXHIBITS	33

Signatures		34

Term	Definition
2015 Equity Plan	CervoMed Inc. 2015 Equity Incentive Plan, as amended
2018 Plan	CervoMed Inc. 2018 Employee, Director and Consultant Equity Incentive Plan, as amended
2020 Notes	the previously outstanding convertible promissory notes of EIP, dated as of December 4, 2020, as amended
2021 Notes	the previously outstanding convertible promissory notes of EIP, dated as of December 10, 2021, as amended
2022 Sales Agreement	our At-The-Market Sales Agreement, dated July 22, 2022, with BTIG, as agent
2024 Private Placement	our private placement of an aggregate of 2,532,285 units, each consisting of (i) (A) one share of common stock or (B) one Pre-Funded Warrant in lieu thereof and (ii) one Series A Warrant, for aggregate gross proceeds of up to approximately $149.4 million, completed on April 1, 2024
401(k) Plan	CervoMed Inc. 401(k) Defined Contribution Plan
AD	Alzheimer’s Disease
Annual Report	our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 29, 2024
ASC	Accounting Standard Codification of the FASB
AscenD-LB Trial	our Phase 2a clinical trial evaluating neflamapimod for the treatment of patients with DLB, completed in the second half of 2021

ASU	Accounting Standards Update
BID	twice daily
BFC	basal forebrain cholinergic
Board	the board of directors of the Company
BTIG	BTIG LLC
CDR-SB	Clinical Dementia Rating Sum of Boxes test
CMO	contract manufacturing organization
CNS	central nervous system
Code	the U.S. Internal Revenue Code of 1986, as amended
Convertible Notes	collectively, the 2020 Notes and the 2021 Notes
CRO	contract research organization
DLB	dementia with Lewy bodies
Early-Stage DLB	patients with DLB who have not progressed to a point where they have biomarker (e.g., elevated plasma phosphorylated tau) or imaging evidence of hippocampal atrophy (i.e., significant neuronal loss in the hippocampus)
Effective Time	the effective time of the Merger on August 16, 2023
EIP Common Stock	the common stock, par value $0.001, of EIP issued and outstanding prior to the Merger
Exchange Act	Securities Exchange Act of 1934, as amended
Exchange Ratio	the “Exchange Ratio” as defined in the Merger Agreement
FASB	Financial Accounting Standards Board
FDA	U.S. Food and Drug Administration
FDIC	Federal Deposit Insurance Corporation
FTD	frontotemporal dementia
G&A	general and administrative
IT	information technology
MoCA	the Montreal Cognitive Assessment
Nasdaq	Nasdaq Stock Market, LLC
NIA	the National Institute on Aging of the National Institutes of Health
NIA Grant	the $21 million grant awarded to us by the NIA in January 2023 to support the RewinD-LB Trial
NIH	National Institutes of Health
NOL	net operating loss
p38α	p38 mitogen-activated protein kinase alpha
Pre-Funded Warrants	the pre-funded warrants each to purchase one share of common stock at a purchase price of $0.001 per share issued in connection with the 2024 Private Placement
ptau181	plasma phosphorylated tau at position 181
R&D	research and development
Regulation S-K	Regulation S-K promulgated under the Securities Act
RewinD-LB Trial	our Phase 2b clinical trial evaluating neflamapimod for the treatment of patients with Early-Stage DLB, initiated in the second quarter of 2023
ROU	right-of-use
SAB	scientific advisory board
SEC	U.S. Securities and Exchange Commission

Section 382	Section 382 of the Code
Securities Act	Securities Act of 1933, as amended
Series A Warrants	the warrants to purchase an aggregate of 2,532,285 shares of common stock at a purchase price of $39.24 per share issued in connection with the 2024 Private Placement
TID	three times daily
TUG	Timed Up and Go test
U.S.	United States of America
US GAAP	U.S. generally accepted accounting principles
Vertex	Vertex Pharmaceuticals Incorporated
Vertex Agreement	the Option and License Agreement, dated as of August 27, 2012, by and between EIP Pharma LLC and Vertex, as amended

	●	our cash balances and our ability to obtain additional financing in the future;
	●	the success and timing of our ongoing RewinD-LB Trial and our other clinical and preclinical studies, including our ability to enroll subjects in our studies at anticipated rates and our ability to manufacture an adequate amount of drug supply for our studies;
	●	obtaining and maintaining intellectual property protection for our current or future product candidates and our proprietary technology;
	●	the performance of third parties, including contract research organizations, manufacturers, suppliers, and outside consultants, to whom we outsource certain operational, staff and other functions;
	●	our ability to obtain and maintain regulatory approval of our current or future product candidates and, if approved, our products, including the labeling under any approval we may obtain;
	●	our plans and ability to develop and commercialize our current or future product candidates and the outcomes of our research and development activities;
	●	our estimates regarding expenses, future revenues, capital requirements, and needs for additional financing;
	●	our future obligations under the Vertex Agreement;
	●	our failure to recruit or retain key scientific or management personnel or to retain our executive officers;

	●	the accuracy of our estimates of the size and characteristics of the potential markets for our current or future product candidates, the rate and degree of market acceptance of any of our current or future product candidates that may be approved in the future, and our ability to serve those markets;
	●	the success of products that are or may become available which also target the potential markets for our current or future product candidates;
	●	our ability to operate our business without infringing the intellectual property rights of others and the potential for others to infringe upon our intellectual property rights;
	●	any significant breakdown, infiltration, or interruption of our information technology systems and infrastructure;
	●	our ability to remediate our previously disclosed material weaknesses in our internal controls over financial reporting in a timely manner;
	●	recently enacted and future legislation related to the healthcare system;
	●	other regulatory developments in the U.S., European Union, and other foreign jurisdictions;
	●	our ability to satisfy the continued listing requirements of the Nasdaq or any other exchange on which our securities may trade in the future;
	●	uncertainties related to general economic, political, business, industry, and market conditions, including those related to the upcoming U.S. elections; and
	●	other risks and uncertainties, including those discussed under the heading "Risk Factors" herein and in our other public filings.

	June 30, 2024			December 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	10,009,217		$	7,792,846
Marketable securities, current		35,082,502			—
Prepaid expenses and other current assets		2,236,436			1,256,501
Grant receivable		—			915,404
Total current assets		47,328,155			9,964,751
Marketable securities, non-current		5,806,260			—
Other assets		56,234			7,770
Total assets	$	53,190,649		$	9,972,521
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	725,854		$	662,471
Deferred grant revenue		1,401,501			—
Accrued expenses and other current liabilities		1,086,381			1,933,276
Total liabilities		3,213,736			2,595,747
Commitments and Contingencies (Note 9)
Stockholders’ Equity:
Common stock, $0.001 par value: 1,000,000,000 shares authorized: 8,253,741 and 5,674,520 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively		8,253			5,674
Additional paid-in capital		109,260,391			61,811,889
Accumulated other comprehensive loss		(19,702	)		—
Accumulated deficit		(59,272,029	)		(54,440,789	)
Total stockholders' equity		49,976,913			7,376,774
Total liabilities and stockholders' equity	$	53,190,649		$	9,972,521

	Three Months Ended June 30,						Six Months Ended June 30,
	2024			2023 (As Restated)			2024			2023 (As Restated)
Grant revenue	$	3,288,971		$	1,719,944		$	5,636,221		$	3,127,812
Operating expenses:
Research and development		3,772,391			1,958,388			6,586,649			3,791,662
General and administrative		2,511,679			992,553			4,639,609			1,993,466
Total operating expenses		6,284,070			2,950,941			11,226,258			5,785,128
Loss from operations		(2,995,099	)		(1,230,997	)		(5,590,037	)		(2,657,316	)
Other income (expense):
Other income (expense)		(247	)		(212,211	)		(277	)		644,368
Interest income		678,441			17,707			759,074			53,111
Total other income, net		678,194			(194,504	)		758,797			697,479
Net loss	$	(2,316,905	)	$	(1,425,501	)	$	(4,831,240	)	$	(1,959,837	)
Per share information:
Net loss per share of common stock, basic and diluted	$	(0.27	)	$	(2.75	)	$	(0.65	)	$	(3.78	)
Weighted average shares outstanding, basic and diluted		8,702,764			518,140			7,436,633			518,140
Comprehensive loss:
Net unrealized loss on marketable securities		(19,702	)		—			(19,702	)		—
Total comprehensive loss	$	(2,336,607	)	$	(1,425,501	)	$	(4,850,942	)	$	(1,959,837	)

	Three Month Period Ended June 30, 2024
	Convertible preferred stock				Common Stock				Additional Paid-in		Accumulated other			Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Capital		comprehensive loss			Deficit			Equity
Balance at March 31, 2024		—	$	—		6,170,479	$	6,170	$	62,285,332	$	—		$	(56,955,124	)	$	5,336,378
Issuance of common stock, prefunded warrants and common stock warrants, net of offering costs		—		—		2,083,262		2,083		46,396,478		—			—			46,398,561
Stock-based compensation expense		—		—		—		—		578,581		—			—			578,581
Unrealized loss on marketable securities		—		—		—		—		—		(19,702	)		—			(19,702	)
Net loss		—		—		—		—		—		—			(2,316,905	)		(2,316,905	)
Balance at June 30, 2024		—	$	—		8,253,741	$	8,253	$	109,260,391	$	(19,702	)	$	(59,272,029	)	$	49,976,913

	Six Month Period Ended June 30, 2024
	Convertible preferred stock				Common Stock				Additional Paid-in			Accumulated other			Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Capital			comprehensive loss			Deficit			Equity
Balance at January 1, 2024		—	$	—		5,674,520	$	5,674	$	61,811,889		$	—		$	(54,440,789	)	$	7,376,774
Issuance of common stock, prefunded warrants and common stock warrants, net of offering cost						2,083,262		2,083		46,396,478			—			—			46,398,561
Stock options granted in lieu of compensation		—		—		—		—		255,724			—			—			255,724
Cashless exercise of prefunded warrants		—		—		495,959		496		(496	)		—			—			—
Stock-based compensation expense		—		—		—		—		796,796			—			—			796,796
Unrealized loss on marketable securities						—		—		—			(19,702	)		—			(19,702	)
Net loss		—		—		—		—		—			—			(4,831,240	)		(4,831,240	)
Balance at June 30, 2024		—	$	—		8,253,741	$	8,253	$	109,260,391		$	(19,702	)	$	(59,272,029	)	$	49,976,913

	Three Month Period Ended June 30, 2023 (As Restated)
	Convertible preferred stock				Common Stock				Additional Paid-in		Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit
Balance at March 31, 2023		3,331,201	$	24,287,211		518,140	$	518	$	19,054,579	$	(52,803,252	)	$	(33,748,155	)
Stock-based compensation expense		—		—		—		—		62,252		—			62,252
Net loss (as restated)		—		—		—		—		—		(1,425,501	)		(1,425,501	)
Balance at June 30, 2023		3,331,201	$	24,287,211		518,140	$	518	$	19,116,831	$	(54,228,753	)	$	(35,111,404	)

	June 30, 2024
	(Level 1)		(Level 2)		(Level 3)

Assets
Cash equivalents:
Money market accounts	$	4,376,257	$	—	$	—
Commercial paper		2,499,630		—		—
Marketable securities:
Commercial paper		—		25,808,377	$	—
U.S. treasury bonds		—		9,287,385		—
U.S. government agency bonds		—		5,793,000		—
Total assets measured at fair value	$	6,875,887	$	40,888,762	$	—

	Amortized Cost		Unrealized gains		Unrealized losses			Fair Value
Commercial paper	$	25,828,920	$	—	$	(20,543	)	$	25,808,377
U.S. treasury bonds		9,286,150		2,489		(1,254	)		9,287,385
U.S. government agency bonds		5,793,394		817		(1,211	)		5,793,000
Total	$	40,908,464	$	3,306	$	(23,008	)	$	40,888,762

	June 30, 2024		December 31, 2023
Clinical expenses	$	1,906,093	$	711,362
Insurance		95,956		436,859
Professional services		54,125		37,917
Dues and memberships		54,740		—
Other		125,522		70,363
Total	$	2,236,436	$	1,256,501

	June 30, 2024		December 31, 2023
Employee compensation costs	$	482,162	$	1,026,054
Clinical development costs		209,043		389,045
Professional fees		257,902		309,062
State franchise and excise tax		20,456		120,456
Other		116,818		88,659
Total	$	1,086,381	$	1,933,276

	Six Month Period Ended June 30, 2023 (As Restated)
	Convertible preferred stock				Common Stock				Additional Paid-in		Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit
Balance at January 1, 2023		3,331,201	$	24,287,211		518,140	$	518	$	18,983,339	$	(52,268,916	)	$	(33,285,059	)
Stock-based compensation expense		—		—		—		—		133,492		—			133,492
Net loss (as restated)		—		—		—		—		—		(1,959,837	)		(1,959,837	)
Balance at June 30, 2023		3,331,201	$	24,287,211		518,140	$	518	$	19,116,831	$	(54,228,753	)	$	(35,111,404	)

	Six Months Ended June 30,
	2024			2023 (As Restated)
Cash flows from operating activities:
Net loss	$	(4,831,240	)	$	(1,959,837	)
Adjustments to reconcile net loss to net cash used in operating activities:
Accretion of discount on marketable securities, net		(338,208	)		—
Stock-based compensation expense		796,796			133,492
Changes in fair value of convertible debt		—			(646,000	)
Changes in operating assets and liabilities:
Prepaid expenses, deposits and other assets		(1,028,399	)		(1,590,537	)
Deferred offering costs		—			(1,059,768	)
Accounts payable		63,383			483,556
Accrued expenses and other liabilities		(604,556	)		26,077
Grant receivable		915,404			—
Deferred grant revenue		1,401,501			1,169,222
Net cash used in operating activities		(3,625,319	)		(3,443,795	)

Cash flows from investing activities:
Purchase of marketable securities		(40,570,256	)		—
Net cash used in investing activities		(40,570,256	)		—

Cash flows from financing activities:
Proceeds from the sale of common stock, prefunded warrants and common stock warrants, net of offering costs		46,411,946			—
Net cash provided by financing activities		46,411,946			—

Net increase (decrease) in cash and cash equivalents		2,216,371			(3,443,795	)
Cash and cash equivalents at beginning of period		7,792,846			4,093,579
Cash and cash equivalents at end of period	$	10,009,217		$	649,784

Supplemental disclosure of non-cash investing and financing activities:
Unrealized loss on marketable securities	$	19,702		$	—
Stock options granted in lieu of cash bonus	$	255,724		$	—
Deferred offering costs in accounts payable	$	13,385		$	—
Cashless exercise of prefunded warrants	$	496		$	—

	June 30,
	2024		2023
Convertible preferred stock		—		3,331,201
Common stock warrants		2,633,868		43,621
Stock options		533,304		114,525
		3,167,172		3,489,347

	December 31, 2023
Assets
Cash equivalents (money market accounts)	$	7,792,846	$	—	$	—
Total assets measured at fair value	$	7,792,846	$	—	$	—

	Six Months Ended June 30,
	2023
Balance as of January 1, 2023	$	12,414,000
Fair value adjustment		(858,000	)
Balance as of March 31, 2023		11,556,000
Fair value adjustment		212,000
Balance as of June 30, 2023	$	11,768,000

	Outstanding		Range of exercise price per share			Expiration dates
Historical Diffusion common stock warrants		57,965	$26.27	-	$375.14	November 2024 through February 2026
Historical EIP common stock warrants		43,618		$19.81		April 2028
Series A common stock warrants		2,532,285		$39.24		The earlier of (i) April 1, 2027 and (ii) the date that is 180 days after the date the Exercise Conditions (as defined in the Series A Warrants) have been met
Pre-funded warrants issued in April 2024 Private Placement		449,023		$0.001		None
		3,082,891

	Number of Options			Weighted average exercise price per share		Weighted average remaining contractual life (in years)		Aggregate intrinsic value
Balance at January 1, 2024		349,374		$	51.15
Granted		207,284			11.23
Cancelled/Expired		(23,354	)		114.18
Outstanding at June 30, 2024		533,304		$	32.87		8.4		—
Exercisable at June 30, 2024		228,508		$	64.13		6.7		—

	Six Months Ended June 30,
	2024
Expected term (in years)	5.25	-	5.76
Risk-free interest rate	4.06	-	4.46%
Expected volatility	76.87	-	80.03%
Dividend yield		—

	June 30, 2023
	As reported			Adjusted		As restated
Deferred offering costs	$	-		$	1,059,768	$	1,059,768
Accumulated deficit	$	(55,288,521	)	$	1,059,768	$	(54,228,753	)
Total assets	$	2,304,448		$	1,059,768	$	3,364,216
Total liabilities	$	14,188,409		$	—	$	14,188,409
Total convertible preferred stock	$	24,287,211		$	—	$	24,287,211
Total stockholders’ equity (deficit)	$	(36,171,172	)	$	1,059,768	$	(35,111,404	)

	Six Months Ended June 30, 2023
	As reported			Adjusted			As restated
General and administrative expense	$	3,053,234		$	(1,059,768	)	$	1,993,466
Total operating expenses	$	6,844,896		$	(1,059,768	)	$	5,785,128
Loss from operations	$	(3,717,084	)	$	1,059,768		$	(2,657,316	)
Net loss	$	(3,019,605	)	$	1,059,768		$	(1,959,837	)
Net loss per share of common stock, basic and diluted	$	(5.83	)	$	2.05		$	(3.78	)

	Three Months Ended June 30, 2023
	As reported			Adjusted			As restated
General and administrative expense	$	1,414,303		$	(421,750	)	$	992,553
Total operating expenses	$	3,372,691		$	(421,750	)	$	2,950,941
Loss from operations	$	(1,652,747	)	$	421,750		$	(1,230,997	)
Net loss	$	(1,847,251	)	$	421,750		$	(1,425,501	)
Net loss per share of common stock, basic and diluted	$	(3.57	)	$	0.82		$	(2.75	)

	●	advance neflamapimod through clinical trials, including a potential Phase 3 trial in DLB;
	●	manufacture supplies for our nonclinical studies and clinical trials;
	●	obtain, maintain, expand, and protect our intellectual property portfolio;
	●	hire additional personnel to support our operations and growth; and
	●	continue to operate as a public company.

	●	expenses incurred under agreements with CROs, preclinical testing organizations, consultants, and other third-party vendors, collaborators and service providers;
	●	costs related to production of clinical materials, including fees paid to CMOs;
	●	vendor expenses related to the execution of preclinical studies and clinical trials;
	●	personnel-related expenses, including salaries, benefits, and stock-based compensation for personnel engaged in research and development functions;
	●	costs related to the preparation of regulatory submissions;
	●	third-party license fees; and
	●	expenses for rent and other supplies.

	●	the progress, timing, costs and results of the RewinD-LB Trial, as well as additional development plans for neflamapimod in other disease indications, such as recovery after ischemic stroke and FTD;
	●	the outcome, timing and cost of meeting regulatory requirements established by the FDA and other comparable foreign regulatory authorities;
	●	our ability to reach certain milestone events set forth in our collaboration agreements and the timing of such achievements, triggering our obligation to make applicable payments;
	●	the hiring of additional clinical, scientific and commercial personnel to pursue our development plans, as well the increased costs of internal and external resources as to support our operations as a public reporting company;
	●	the cost and timing of securing manufacturing arrangements for clinical or commercial production;
	●	the cost of establishing, either internally or in collaboration with others, sales, marketing and distribution capabilities to commercialize neflamapimod, if approved;
	●	the cost of filing, prosecuting, enforcing, and defending our patent claims and other intellectual property rights, including defending against any patent infringement actions brought by third parties against us;
	●	the ability to receive additional non-dilutive funding, including grants from organizations and foundations;
	●	our ability to establish strategic collaborations, licensing or other arrangements with other parties on favorable terms, if at all; and
	●	the extent to which we may in-license or acquire other product candidates or technologies.

Exhibit No.	Description	Method of Filing
4.1	Form of 2024 Private Placement Pre-Funded Warrant	Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on March 28, 2024.
4.2	Form of 2024 Private Placement Series A Warrant	Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed on March 28, 2024.
10.1	Securities Purchase Agreement, dated March 28, 2024, by and between CervoMed Inc. and each of the purchasers party thereto	Incorporated by reference to Exhibit 10.19 to the Company's Registration Statement on Form S-1 filed on May 10, 2024.
10.2#	Amended & Restated Employment Agreement, effective as of June 1, 2024, by and between CervoMed Inc. and William Elder	Filed herewith.
10.3#	Separation Agreement, effective as of May 31, 2024, by and between the CervoMed Inc. and J. William Tanner, Ph.D.	Filed herewith.
10.4#	Consulting Agreement, effective as of June 1, 2024, by and between the CervoMed Inc. and J. William Tanner, Ph.D.	Filed herewith.
31.1	Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a)	Filed herewith.
31.2	Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a)	Filed herewith.
32.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(b) or Rule 15d-14(b)	Furnished herewith.
32.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(b) or Rule 15d-14(b)	Furnished herewith.
101.INS*	Inline XBRL Instance Document	Filed herewith.
101.SCH*	Inline XBRL Taxonomy Extension Schema Document	Filed herewith.
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith.
101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith.
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document	Filed herewith.
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith.
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibits 101)	Filed herewith.

		CervoMed Inc.

Date: August 9, 2024	By:	/s/ John Alam
		John Alam
		President and Chief Executive Officer
		(Principal Executive Officer)

Date: August 9, 2024	By:	/s/ William Elder
		William Elder
		Chief Financial Officer and General Counsel
		(Principal Financial Officer)

	CERVOMED INC.



	By:	/s/ John Alam, MD
		Name: John Alam, MD
		Title: President & CEO

Very truly yours,

CERVOMED INC.


BY:	/s/ John Alam
	John Alam
	President & Chief Executive Officer
	E-mail: __________

/s/ J. William Tanner, Ph.D.
J. William Tanner, Ph.D.

Date signed:	May 31, 2024

		CERVOMED INC.


Date:	May 15, 2024	By:	/s/ John Alam
			John Alam, President and CEO


		J. WILLIAM TANNER

Date:	May 31, 2024	/s/ J. William Tanner